RELATED PARTY TRANSACTIONS

On October 1, 2006, the Fund purchased Enbridge’s interests in the SunBridge, Magrath and the Chin Chute wind power projects for $42.1 million. Enbridge is a related party to the Fund by virtue of its 41.9% equity interest in the Fund as well as its ownership of the Fund’s ECT preferred units. The transaction has been recorded at fair value, which was approved by the Fund’s Independent Trustees who were supported by independent financial, legal and technical advisors.

Alliance Canada has contracts with shippers who are also affiliates of the Fund through common ownership interests of Enbridge. The Fund’s share of revenue from affiliates for the year ended December 31, 2006 is $21.1 million (2005 – $26.8 million), of which $1.9 million (2005 – $2.0 million) is included in accounts receivable in Alliance Canada. The terms of these contracts are the same as those agreed to with independent third parties.

Administrative and operation services agreements allow for Alliance Canada to provide services to Alliance Pipeline L.P. (an entity related to Alliance Canada by virtue of common ownership interests) in exchange for reimbursement of incurred costs or at rates consistent with those obtainable from independent third parties. Certain amounts reimbursed under the services agreements with Alliance Pipeline L.P. also include a recovery of costs relating to the use of common administrative assets. The Fund’s share of amounts charged to Alliance Pipeline L.P. during the year ended December 31, 2006 was $8.8 million (2005 – $9.6 million) of which, $0.2 million was included in accounts receivable as at December 31, 2006.

The Saskatchewan System does not have any employees and uses the services of Enbridge for managing and operating the business. These services, which are charged at cost in accordance with service agreements, amounted to $12.4 million for 2006 (2005 – $9.9 million) of which, $1.8 million was included in payables at December 31, 2006.

The Chin Chute and Magrath projects have contracts with Enbridge for the purchase of emission reduction credits and the Chin Chute project has a contract with Enbridge to assure receipt of WPPI. During 2006, Enbridge owed the Fund $0.1 million with respect to these contracts and the amount is included in accounts receivable as at December 31, 2006.

In addition, the Magrath project has entered into a fixed price electricity agreement with Enbridge Pipelines Inc (EPI), a subsidiary of Enbridge. The agreement is settled on a net basis. During 2006, EPI charged the Fund $0.6 million as a result of the agreement, which was included in accounts payable at December 31, 2006.

The SunBridge project does not have any employees and utilizes the services of Enbridge for managing and operating the business. These services, which are charged at cost in accordance with service agreements, amounted to $0.05 million for 2006 and are included in accounts payable at December 31, 2006.

Under the management and administrative agreements with EMSI, a wholly owned subsidiary of Enbridge, an incentive fee is payable annually to EMSI equal to 25% of cash distributions above a base distribution level of $0.825 per unit per year. During the year ended December 31, 2006, incentive fees amounted to $2.4 million (2005 – $2.1 million). In addition, a base fee for providing administrative and management services is payable annually and is $0.1 million for the year ended December 31, 2006 (2005 – $0.1 million).